FILM REVIEW; Master of the Boast, King of the Ring, Vision of the Future

''Ali'' is a breakthrough for its director, Michael Mann. The film, based on the life of Muhammad Ali, is Mr. Mann's first movie with feeling; his overwhelming love of its subject will turn audiences into exuberant, thrilled fight crowds.

That subject is a man whose mesmerizing surfeit of athleticism, beauty and moral and physical courage -- and enchanting lack of humility -- had no modern equivalent. As it follows, for roughly the first hour, Ali from the first Sonny Liston fight in 1964 through the duel with George Foreman in Zaire in 1974, the picture has a quick-moving breathlessness. Instead of soaking the movie in deadpan, minor-key electronica -- even Mr. Mann's directorial debut, ''Thief,'' employed the blue-steel proto-techno of Tangerine Dream -- ''Ali'' is fired up from the outset with a burst of, well, heat.

We hear the strains of Sam Cooke getting a groove on to ''Bring It on Home to Me.'' But it isn't the velveteen rabbit Sam Cooke from the recordings of the time, muscular but always in control. It's the Sam Cooke heard on the posthumous recording ''Live at the Harlem Square Club, 1963.'' There he unleashed himself from buttery smoothness. Playing to a black audience, he teased the crowd into a frenzy. It's an understanding of soul that one would never have expected from this director, who uses the music as entrance, to build tension, since Ali -- one of the most famous tongues of all times -- is nearly silent for the first 10 minutes or so.

This is a brilliantly considered bit of stage setting; intercut with the song is Ali (Will Smith) jogging through bleak, wintry, nighttime streets, a squad car with a couple of white cops pulling over in front of him. ''What you runnin' from, son?'' one of them lazily asks, the casual racism colder than the night.

Ali was the first black popular figure to break down the wall between performance for a black audience and for a white audience, which is what Cooke was straining to do, and the first 10 minutes of ''Ali'' seethe with ambition. Mr. Mann wants to get past the headlines about the most incendiary figure ever to enter the ring, a man whose wit -- both physical and verbal -- was so exciting that the world hung on his every word.

For this reason ''Ali,'' in the abstract, seems like the wrong material for this filmmaker. For Mr. Mann, a man is defined by what he is does: in ''Heat,'' the thief (Robert De Niro) and the detective (Al Pacino), equally dogged, have no lives other than their occupations. And in Mr. Mann's world of existential working-class drama, a man stripped of his profession is nothing; that's what ''The Insider'' was all about.

Muhammad Ali inside the ring and Muhammad Ali outside the ring were totally different men; his abrasive, magnetic daring and infectious self-love outside the ring galvanized the world and distracted many from his sniper's precision. He was a heavyweight with the fluttering gracefulness of a middleweight. He so flouted the established protocol of sports behavior that when the world sided with Liston, the scary black man, against Cassius Clay/Ali, the even scarier one, a black Muslim who represented the future, it signaled a paradigm shift.

Ali was the African-American who exulted in saying exactly what he was capable of, and the bouncing-boy braggadocio of hip-hop is impossible to imagine without him. So it makes sense that one of his spiritual children, the sunny-dispositioned rapper turned actor Will Smith, would play him. And Mr. Smith's not short on self-regard either; running through the streets of Miami in Michael Bay's 1995 film ''Bad Boys,'' sweat glistening off the six-pack abs he proudly shows off in slow motion for the camera, he seemed ready to take on the part. For Mr. Smith, who thickened his frame to act Ali, it's a chance to, in the words of one of his songs, ''Boom! Shake the Room.''

The script has been developed to give Mr. Smith the opportunity to burrow inside Ali. There are moments of the rousing Ali, as he announces his refusal to go to Vietnam or spars with Howard Cosell, played by Jon Voight, whose portrayal is a riveting tribute to his character actor's instincts. Mr. Voight goes beyond impersonation; he makes Cosell a recognizable human being.

Mr. Smith captures Ali's musicality, pausing in midsyllable while ranting and exhaling to punch things up and turn even a joke into something operatic. As written, Ali is reflecting on the world whizzing by him. Away from the media, Ali is solemn, almost melancholy, and his voice is lower, weighed down. This is where Ali becomes a Michael Mann figure: an ascetic dressed in dark clothes.

Mr. Smith is surrounded by a cast that alternately rises and falls; only some of them are up to the challenge. One who is up to it is Jamie Foxx, as Drew (Bundini) Brown, Ali's manager and aide de camp and the phrase-making inventor of ''float like a butterfly, sting like a bee,'' who grasps the material hard and gives the performance of a lifetime.

Mr. Foxx, who plumped up like a Ball Park frank, makes Brown a fascinating, open-faced display of vulnerability and machismo. There's a give and take in the relationship between Ali and Brown that can't be found in the rest of film. Ali's penchant for cruelty and his tendency to judge are all directed at Brown. The picture doesn't investigate the most amazing contradiction: during the most flamboyant moments of the black pride movement, the light-skinned Ali ridiculed his three main opponents, Liston, Joe Frazier and George Foreman, all of them dark-skinned men, as big, ugly bears and got away with it.

Ali is depicted as a bystander sometimes, and Mr. Smith is stranded when he has to be contemplative. He springs to life, though, when he works with other actors; he is nuanced and engaged, and like Ali has an instinct for pleasure. And, like Ali, it comes through as he makes others twist in the wind; Mr. Smith's gift for counterpunching is as good as that of the man he's playing.

An error has occurred. Please try again later.

You are already subscribed to this email.

The movie wants to be a warts-and-all look at the Greatest. Still, it skips through Ali's flaws -- his womanizing, for example -- more than shows them, except in the scenes with Ali and Brown together; there's a complicated friction here, with Ali being both admiring and resentful of Brown. Both actors get at something unnerving. Ali is a more rounded person in these instances: a bullet with butterfly wings.

Ali's luster is further muddied in his interactions with Malcolm X (Mario Van Peebles). After Malcolm is rebuked when his change of heart leads him to deviate from the teachings of the rigid Elijah Muhammad (Albert Hall), Ali abandons him. The movie doesn't shy away from this terrible moment, and Mr. Smith's stricken reaction almost makes up for Mr. Van Peebles's underwhelming turn. (Malcolm's assassination, using another Cooke song, ''A Change Is Gonna Come,'' is uncomfortably close to scenes in Spike Lee's ''Malcolm X.'') Flaws like the Malcolm X scenes come because Mr. Mann seems to have cast for physical resemblance to the real subjects. Mr. Van Peebles seems like a male model pondering a costume change.

Ali's allegiance to Elijah Muhammad, despite protests from Sonji (Jada Pinkett Smith) and Belinda (Nona Gaye), his first and second wives, is prefigured in a line from the Cooke song that opens the film -- ''I will always be your slave, until I'm buried, buried in my grave'' -- though early on, that lyric serves as a counterpoint.

''Ali'' offers stunning re-creations of bouts Ali fought. In the second Liston fight, the auditorium is underlighted and clouded with fetid cigar smoke, which was why the famous picture of a snarling Ali standing over Liston was so dramatic; indoor arenas are now bright enough to be spotted from Alpha Centauri.

The men playing Liston (Michael Bentt), Foreman (Charles Shufford) and Frazier (James N. Toney) are professional boxers, and they all duplicate the original boxers' styles. During the ring sequences, ''Ali'' has more fealty to the matches than did the punch-outs of ''Raging Bull.'' The cinematography, by Emmanuel Lubezki, uses the wide screen to paint a number of vistas, with a freewheeling, hand-held vivacity that takes the director back to his documentary roots. The last section is devoted to the 1974 Ali-Foreman battle in Zaire, and it often -- sometimes too often -- evokes ''When We Were Kings,'' Leon Gast's glorious 1996 documentary on events surrounding that fight. (This movie sometimes plays like a more benevolent version of ''Ghosts of Manilla,'' Mark Kram's dissection of the Ali myth.)

''Ali'' has to collapse several lifetimes worth of incidents into a manageable running time, which is too bad. Any of the fights and the incidents leading up to them could make a separate film; the movie is bent from ambition, but it doesn't crumple under the weight.

The director's acuity is leavened by his passion, which is beguiling. It's reflected in some wondrous ways: many of the domestic settings, like Elijah Muhammad's home, with the living room furniture wrapped in plastic covers, begin as though captured for photographs, and then come to life as the characters start to speak. This is most evident in the superb scenes with Mr. Smith and Ms. Gaye in their loving but rapidly more troubled home.

For ''Ali,'' the question becomes, how do you convey the excitement embodied by Muhammad Ali? The answer is that Mr. Mann wants his movie to do more than that. And more often than not, it does. We see the movie levitate when Ali and Brown chant, ''Float like a butterfly,'' the slogan that takes on a different meaning in each context, starting off as hopeful and spry, finally becoming rueful and pointed. When the film pulls off moments like these, it's breathtaking -- a near great movie.

This movie is rated R (Under 17 requires accompanying parent or adult guardian). It has violence inside the ring and out, and strong language and sexual situations that make Ali seem more human than he may have been regarded before.

ALI

Directed by Michael Mann; written by Stephen J. Rivele, Christopher Wilkinson, Eric Roth and Mr. Mann, based on a story by Gregory Allen Howard; director of photography, Emmanuel Lubezki; edited by William Goldenberg, Stephen Rivkin and Lynzee Klingman; music by Lisa Gerrard and Pieter Bourke; production designer, John Myhre; produced by Jon Peters, James Lassiter, Paul Ardaji, Mr. Mann and A. Kitman Ho; released by Columbia Pictures. Running time: 158 minutes. This film is rated R.